UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) June 21, 2006
ONE LIBERTY PROPERTIES, INC.
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(Exact name of Registrant as specified in charter)
Maryland 001-09279 13-3147497
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(State or other (Commission file No.) (IRS Employer
jurisdiction of I.D. No.)
incorporation)
60 Cutter Mill Road, Suite 303, Great Neck, New York 11021
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(Address of principal executive offices) (Zip code)
516-466-3100
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Registrant's telephone number, including area code
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
-- Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
-- Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
-- Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
-- Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events.
On June 21, 2006, the registrant issued a press release regarding notification
from the Securities and Exchange Commission of a formal order of investigation.
A copy of the press release is annexed hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired. Not applicable.
(b) Pro Forma Financial Information. Not applicable.
(c) Shell Company Transactions. Not applicable.
(d) Exhibits.
99.1 Press release of the registrant issued on June 21, 2006.
Pursuant to the requirements of the Securities Exchange Act of 1934 the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ONE LIBERTY PROPERTIES, INC.
Date: June 21, 2006 By: /s/ David W. Kalish
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David W. Kalish
Senior Vice President and
Chief Financial Officer
EXHIBIT 99.1
ONE LIBERTY PROPERTIES, INC.
60 Cutter Mill Road - Suite 303
Great Neck, New York 11021
www.onelibertyproperties.com
Telephone 516.466.3100
Telecopier 516.466.3132
ONE LIBERTY PROPERTIES RECEIVES NOTIFICATION OF
FORMAL INVESTIGATION FROM THE SEC
Great Neck, New York - June 21, 2006 - One Liberty Properties, Inc. (NYSE:OLP)
today announced that in connection with an investigation that commenced in July
2005, at which time the Company self-reported to the Securities and Exchange
Commission (SEC) that the Company's former president and chief executive officer
had received improper payments from an entity doing business with one of the
Company's joint ventures at the time of the payments, the Company has received
notification of a formal order of investigation from the SEC. The Company
believes that the matters being investigated relate to the improper payments
received by its former president and chief executive officer and also to the
Company's related-party transactions. As previously disclosed, in July 2005 the
former president and chief executive officer resigned from the Company following
the Company's discovery of the improper payments he received. The Company
previously announced that in July 2005 the Audit Committee of the Board of
Directors and the Audit Committee's independent law firm, Richards Spears Kibbe
& Orbe LLP, commenced an internal investigation into the improper payments
received by the former president and chief executive officer.
The Company intends to continue to fully cooperate with the SEC and the Audit
Committee of the Company's Board of Directors and its counsel in this matter.
ABOUT ONE LIBERTY PROPERTIES, INC.
One Liberty is a New York-based REIT that specializes in the acquisition and
ownership of a diverse portfolio of real estate properties under long term net
leases. One Liberty's leases generally provide for contractual rent increases
with all operating expenses and most or all other property related expenses paid
by the tenant. For more information on One Liberty, please visit our website at
www.onelibertyproperties.com.
SAFE HARBOR STATEMENT
Materials included in this filing may contain "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements involve known and unknown risks, uncertainties and
other factors that could cause actual results to be materially different from
historical results or from any future results expressed or implied by such
forward-looking statements. Statements that include the words "may," "will,"
"would," "could," "should," "believes," "estimates," "projects," "potential,"
"expects," "plans," "anticipates," "intends," "continues," "forecast,"
"designed," "goal," or the negative of those words or other comparable words
should be considered uncertain and forward-looking.
Contact: Mark Lundy - 516.466.3100